Amended Statement of Changes in Beneficial Ownership (4/a)
March 20 2020 - 7:01PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Pearson Robert W. |
2. Issuer Name and Ticker or Trading Symbol
Genprex, Inc.
[
GNPX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1601 TRINITY STREET, BLDG B, STE 3.322 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/30/2019 |
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(Street)
AUSTIN, TX 78712
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
1/2/2020 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Stock Option (Right to Buy) | $1.45 (1) | 12/30/2019 | | A | | 68376 | | 6/10/2020 (2)(3) | 12/30/2029 | Common Stock | 68376 | $0 | 68376 | D | |
| Explanation of Responses: |
| (1) | Equal to the fair market value of a share of common stock on June 10, 2019, the date on which the option grant was to be made under the Genprex, Inc. Outside Director Compensation Policy. |
| (2) | One hundred percent (100%) of the Shares subject to the Option shall vest upon the earlier of (a) the one (1) year anniversary of June 10, 2019 and (b) the day prior to the Company's next annual meeting of the Company's stockholders occurring after the grant date, provided that the Optionee continues to serve as a Service Provider (as defined in the Genprex, Inc. 2018 Equity Incentive Plan) through the applicable vesting date. |
| (3) | This Form 4 amendment is being filed to reflect that on March 18, 2020, the Option was amended to provide that one hundred percent (100%) of the Shares subject to the Option became exercisable on March 18, 2020. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Pearson Robert W.
1601 TRINITY STREET
BLDG B, STE 3.322
AUSTIN, TX 78712 | X |
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Signatures
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| /s/ Robert W. Pearson | | 3/20/2020 |
| **Signature of Reporting Person | Date |
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